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Summary: During the pilot episode Dawson asks Joey to come to the movies with him, Jen, and Pacey so Jen won't feel awkward. So this is my way of spicing it up. 
Author's Notes: I'm sort of rewriting Season 1. I don't know exactly what I'm going to do but this story is sort of going to parallel the show, you'll understand more when I finish the next chapter.

Part 1 | Part 2 | Part 3 | Part 4 | Part 5 | Part 6 |
Part 7 | Part 8 | Part 9 | Part 10 | Part 11 | Part 12 | Part 13

She burrowed through her locker unable to find the right books as he bumped up behind her shielding her line of vision with his hands, "Guess who?" He whispered softly into her ear. 

Letting out a grunt she elbowed him fiercely finally grabbing hold of her Math textbook. "Pacey what are you doing?" 

"Well I've been trying to call you all weekend," he said innocently, wrapping his arms around her waist. 

She struggled out of his grasp turning to face him, "And I've been trying to avoid you all weekend." 

He leaned against the lockers next to her crossing his arms over his chest, "Jo, when you offer a guy sex you can't expect them to just scurry off and offer you space. You have to understand that they're going to follow you around like a puppy dog until you give the word." 

"Look Pace, about the other night," she sighed frustratingly batting at a loose strand of hair. "I wasn't being myself and to lead you on would be unfair." 

"Jo, I've known you for ten years, and I can tell when you're serious and when you're not and the other night you were very serious." He tried to reason leaning forward for a more intimate conversation. 

She shut her locker and took off in long strides Pacey hot on her heels moments later; "It was a sexual overflow. We had a buildup, hit the release valve and now I can walk down this hall without wanting to throw you up against a locker. I think our business is done." 

"You wanted to throw me against a locker?" Pacey asked wiggling his brows. 

"Call me in five years and maybe my sexual desires will crave you once more, but now there's nothing." 

He blocked her path, as he stilled her, "Look Jo, I'm not looking for a relationship or anything." 

She rolled her eyes trying to work her way around him, "Then what are you looking for?" 

"Experience, kisses, touches, you know intimacy." 

"That sounds like a relationship, Pacey." 

He ushered her against the wall out of the traffic of the hall as he dropped his voice to a whisper, "I've never kissed a girl like I've kissed you, it was," he fidgeted for words as she listened on impatiently. 

"What?" 

"Hot," he finally stated, "extremely hot. I saw fireworks, the space shuttle was launched, the fat lady sang." 

"One more cliché and I'm walking, Witter." 

He smiled slightly, "So you're considering this?" 

"Considering what?" 

"Friends with benefits?" He explained shyly still fearing her reaction. 

"What are these benefits?" 

He shrugged, "Whatever we want them to be, I fulfill your needs you fulfill mine, no questions asked, no strings attached." 

"Sounds romantic," she said dryly, rolling her eyes. 

"It wasn't intended to." He licked his lips reassessing his argument, "Nobody has to know about it, and you know that one day when Dawson asks you to do, to do whatever under that golden sunset, you'll be prepared." 

"Since when did Dawson have anything to do with this?" 

"Since forever Jo, since his balls dropped and you began drooling." He bit on his lip resting his hands on her shoulders; "I really like kissing you, Jo. And I think you like it too, so for once in our lives let's not just analyze the shit out of stupid, natural, hormone induced attractions and just go with the flow." 

"No," she stated simply. 

"Why not?" He asked his voice cracking revealing now that he was desperate. 

"You want me to be you're sex slave Pacey!" 

"I never said that," he reasoned as she began walking down the hall again her pace quick as he jogged after her. 

"But that's what you implied." 

"Will you at least think about it?" 

She sighed tucking her hair behind her ears. What he had said was true kissing him was hot, kissing him was fun and she had felt the sparks. But sex buddies, that was pushing it, "Maybe." 

"Maybe as in maybe I'll do it or maybe as in maybe I'll think about it?" 

It took her a moment to compute his statement, "I'm thinking about thinking about it," she reasoned. 

A childish grin crossed his lips as he stopped letting her walk off, "Good, good." 

She stopped turning on her heels to glance over her shoulder, "And Pace, this conversation never happened." 

"Already forgotten," he called out to her descending form. 

~*~ 

"Joey what were you doing that night at the movies?" Dawson inquired as he fished through his tray for another crunchy French fry. 

"What are you talking about?" She asked innocently sipping at her milk. 

"Well as I recall, you're tongue was jammed down Pacey's throat and you were telling Jen of you're wild sex life." 

"It was obviously an act, Dawson; kissing Pacey was only done for the good of mankind. It was disgusting and wrong and I'll never be engaging in it ever again." 

"That's not what you said that night," Pacey countered sliding down next to her. 

Her body tightened as his arm brushed against her while he was straightening his tray. "You're obviously delusional," she sneered as she stared at him through slit lids. 

"What did she say that night?" Dawson asked suddenly enthralled with the conversation. 

"Only to drop off the face of the Earth because his appearance appalled me," Joey explained still glaring at Pacey. 

"Whatever you say, Jo," the brunette said lightly, "But we'll always know the truth." 

Unable to control her anger she darted out of her chair nearly taking her tray out with her, "Well Pacey you know what we were talking about earlier?" He nodded suddenly regretting what he had said. "You can take those ideas and shove them straight up your ass because that will be the most light of day that it will see." She then stalked out of the cafeteria Dawson's eyes following her as Pacey dropped his head into his hands. 

~*~ 

"And cut," Dawson said as Pacey finished rummaging through the boats coming to a stop. 

Jen coiled an electrical cord as Joey crept out of her 'hiding spot' for the scene. "Are we done for today?" Pacey asked as he straitened his rumpled shirt. 

"Why such the hurry?" Joey asked him bitterly still upset at him from that afternoon. 

"I'm going to the dance tonight, the woman of my dreams will be there and I plan to attend." 

She rolled her eyes walking over to Dawson to watch the dailies. "Who is this dream woman?" Dawson asked suddenly interested. 

"Probably the English teacher," Joey teased peering over his shoulder. 

"You don't wear jealousy well, Josephine." 

She glared at him but was distracted by the petite blonde who approached them, "I should get going too," Jen explained. "I'm going to the dance with Cliff tonight so I need to get ready." 

In a panicked move Dawson suddenly exclaimed, "Well Joey and I are going too, you know as friends." He struggled, "So we'll have to hang out at some point." 

"Maybe," Jen shrugged as her and Pacey both took off disappearing from his lawn. 

"I'm honored," Joey replied dryly picking up a boat oar clearing the set. 

~*~ 

Dawson and Joey entered the poorly decorated gymnasium about a half an hour after the dance had started. Lines of blue and green streamers hung from the basket ball hoops and cardboard fish were taped along the bleachers. The lighting was dim, the main source of illumination coming from a disco ball swinging over the clearing in front of the DJ serving as a dance floor. 

Dawson quickly spotted Jen dancing with Cliff and his jealousy radiated off of him like a nuclear reaction. "Dance with me," he muttered bitterly as he pulled on Joey's hand. 

The slow music started as if on cue as Joey blushed when her body hit flush against Dawson's. They danced with ease and experience as he twirled her around keeping the look out for Jen. "They look good together," Joey commented spotting the couple over his shoulder. 

"Cliff looks like he's going to bone her right out there on the dance floor," Dawson sneered through gritted teeth. 

"They're having fun," Joey argued still trying to find the comfort she craved in his arms. 

"I'm going to cut in," Dawson decided as he removed Joey from his embrace and stalked towards the couple. 

"Dawson," she called after him before he disappeared in the crowd. 

~*~ 

Pacey rocked to the beat of the song as he leaned against the table next to the punch bowl. His eyes lingered on the curvy blonde who stood alone watching over the dancing teens. He poured a glass of the red liquid and approached the middle aged woman. "Would you like some punch, Tamara?" He asked smugly stepping up beside her. 

She smirked over her shoulder as she accepted the extended cup, "Why thank you Pacey." 

He settled his stance next to her crossing his arms over his chest, "I never got into these school dances, far too juvenile for my taste." 

She chuckled lightly taking a sip of the fruity drink, "Well they're fun while you're young." 

He fidgeted nervously trying to work out the words. "Say, would you like to dance?" 

Miss Jacobs' eyes fell upon Joey who sat in the corner staring off in the distance, "Don't you think that would upset your girlfriend?" 

"Oh that girl," he laughed, "She's not really my girlfriend." 

"I'm sorry Pacey," she explained placing a hand on his arm. "But you're just not my type," she let him off easily. 

He nodded, embarrassment taking over him as she retreated from him. He glanced over at Joey slumped on a chair alone and let out a sigh. 

~*~ 

"May I have this dance," her gaze traveled off the floor stopping at the extended hand in front of her before finishing its voyage resting on Pacey's soft blue eyes. 

She fought the threatening smile, but when it finally escaped her lips she realized that she didn't care. She nodded subtly a few times before her hand met his immediately fitting together as he helped her off of her chair. 

"So Dawson ditched you already?" He asked nonchalantly as he wrapped his arms around her waist. 

"I'm sure he's off looking for the Broadway Babe as we speak," she sighed jealousy lacing her voice. 

He smirked drawing her closer as she rested her hands behind his neck, "Well he's missing out." 

"I see you're attempts to woo Miss Jacobs failed miserably once again," Joey shrugged glancing over her shoulder at Tamara as she chatted with another one of their teachers. 

"Supposedly I'm not her type," he explained running his hands along her thin white blouse. 

She didn't shutter or react to his touch as she tilted her head back to look at him, "What is her type exactly?" 

"Over eighteen," she giggled resting her chin on his shoulder tightening her grasp around his neck. The ease of their motions was comforting as they swayed along the dance floor. 

"It's probably for the best," her voice was a soft whisper now and the heat radiating off of his body surprisingly made her shiver as she clung to him tightly closing off any gaps. 

"Yeah," he breathed resting his head in the crook of her neck no longer able to control his mind or his actions. "Have I told you how beautiful you look this evening?" 

She bit back her smile retracting her head from his shoulder as she bent back to look at him once again. His eyes were soft, and if she looked hard enough she could see the reds, greens, and yellows of the cheap disco ball reflect off the blue flecks creating different tones in them. 

"I haven't even changed Pacey; I look like I always do." 

His lips curved into a smile as they rocked from side to side. "Well you always look beautiful I just never find the right moments to say it," he said, his voice light but sincere. 

She bowed her head trying to hide the crimson color of her cheeks. "You don't have to say things like that," she said shyly. 

He lowered his face to her ear, his cheek brushing against the soft hairs of her loose ponytail sending a sensation through his body. "What has anybody ever told you that before?" 

Tilting her head up her cheek now pressed against his she smiled, "Nobody who mattered." 

He began chocking on words trying to find the right thing to say, but only finding himself blushing as his hands continued to stroke the small of her back. He drew his head back, looking deep into her hazel orbs. The urge to kiss her surged through every nerve and all he could see was compliance in her eyes. 

"Can we go now?" Dawson whined coming up next to them. They retracted their arms stepping away from each other, the moment completely over as they nodded a few times nervously. 

~*~ 

"So how was your date with dream girl?" Dawson asked Pacey as the three shuffled down the street. 

"Not what I had anticipated." 

He snuffed slightly, "Rejection?" 

"Oh yeah," Pacey replied, mimicking the Kool-Aid man in the commercials. 

"Tell me about it," Dawson sighed allowing his feet to drag on the concrete of the sidewalk. "After following Jen into the girl's bathroom I realized that my attempts were futile." 

Pacey nodded in acceptance, "Girl's bathroom? Nicely done man." 

Joey rolled her eyes walking along the other side of Dawson, "Your maturity astounds me." 

They slowed to a stop, the silhouette of Jen Lindley outlined by the streetlights reflecting off the water. The contrast between her slender white legs and short black skirt distracted him as he found himself motionless. "Go get the girl," Pacey offered giving him an encouraging shove. He protested weakly scrambling to regain his balance as he looked back between Pacey and Jen. "Is it alright if I go?" 

Joey nodded to him as he regained his composure his strides confident but both knew under those layers he was panicking. 

Turning on his heels Pacey clasped his hands together, "So, shall I walk you home?" 

She scrunched up her nose shrugging at his offer, "Well I wouldn't want any other serial rapists stalking me through the night other then you." 

"You flatter me Josephine." They continued down the dock in silence occasionally brushing against one another. The night air quickly sifting from the warm summer breezes to the approaching fall; the white light of the moon blended with the yellow lights of the streets and the chirping of the crickets set the melodic tempo. 

"I've been thinking," Joey said breaking the silence. 

"About what?" 

"About that thing that you said this morning," she explained stopping by a wooden post of the dock resting her hands on the moist wood. 

He furrowed his brows digging his hands into his pockets, "About the benefits?" 

"Yeah." 

"I thought you refuted the idea completely at lunch; remember all the insults passed back and forth that led me to making an ass of myself in front of my English teacher yet again?" 

"I wanna do it Pacey," she explained rocking nervously from foot to foot. 

His face became plastered with a grin as he looked at her in shock, "Really?" She nodded and he dug his hands further into his pockets, "What made you change your mind?" 

She tucked her hair behind her ears licking at her lips nervously, "Because I miss kissing you." 

Retracting his hands from his pockets he wrapped his arms around her shoulders drawing her closer. He dropped his voice to a low husky whisper, the kind of whisper that made her tingle, "Good because it's been killing me too." 

She kissed his lips softly, delicately as her hands ran up his chest, "Our little secret," she half breathed her eyes locked on the curve of his mouth. 

"Our little secret," he confirmed brushing his lips over hers again as the kissed on the docks under the light of the moon. 

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